Health Net 2009 Annual Report Download - page 375

not have a brokerage listing agreement with Landlord for the Building or any other building owned by Landlord; (k) any cost
representing an amount paid to any person, firm, corporation or other entity related to or affiliated with Landlord, which amount
is in excess of the amount which would have reasonably been paid in the absence of such relationship for comparable work or
services involving the Building or comparable buildings in the general vicinity of the Building; (l) costs for repairs or
replacements covered by third-party warranties or guarantees, to the extent actually collected by Landlord; (m) costs of repairs
and general maintenance paid by proceeds of insurance or directly and separately by Tenant or other third parties; (n) costs
(including legal expenses and all costs related to remediation) incurred by Landlord in connection with the investigation or
remediation of Hazardous Materials, to the extent (and only to the extent) that: (A) such Hazardous Materials were present on
the Project as of the first to occur of the North Wing Commencement Date, Second Floor South Wing Commencement Date or
Third Floor South Wing Commencement Date, and were not brought onto the Project by Tenant or its agents, employees or
contractors; or (B) such Hazardous Materials were first brought onto the Project by Landlord or its agents, employees or
contractors; (o) advertising and marketing expenses; (p) any bad debt loss, rent loss, or reserves for bad debts or rent loss, or
reserves for capital expenditures with respect to the maintenance, ownership, operating or repair of the Project; (q) any and all
costs incurred by Landlord in connection with the transfer or disposition of Landlord’s interest in the Project, except with
respect to Property Taxes (including, without limitation, with respect to an increase in Property Taxes in connection with a
change of ownership re-assessment under Proposition 13); (r) the cost of repairs and/or restorations necessitated by
condemnation or casualty insured or required to be insured by Landlord under this Lease; (s) any cost for which Landlord is
reimbursed or entitled to reimbursement by other tenants of the Project; (t) expenses in connection with services provided to
other tenants which would not be the standard services provided to Tenant under Section 9(a) of this Lease and which are of a
type for which Tenant would be charged directly under this Lease but which are provided to another tenant or occupant of the
Building without direct charge (or, if provided to such other tenant as a direct charge which does not reasonably approximate the
actual cost to Landlord of the provision of such services, then the increment of difference between the actual cost of such
services and the charge made to such tenant), (u) capital expenditures incurred in connection with upgrading the Common Areas
in order to comply with any laws or other governmental requirements in effect as of the date of this Lease, and of which
Landlord is actually in violation as of the date of this Lease (and for such purposes, Landlord shall not be deemed to be in
violation of such laws or other governmental requirements unless Landlord has been notified of the violation as of the date of
this Lease by the applicable government authority or authorities having jurisdiction and Landlord has failed to correct such
violation as of the date of this Lease), (v) costs (including legal expenses and all costs related to remediation) incurred by
Landlord in connection with the performance of its obligations under Section 25(f)(i) with respect to Hazardous Materials that
were first brought onto the Project (except the Premises) on or following the first to occur of the North Wing Commencement
Date, Second Floor South Wing Commencement Date or Third Floor South Wing Commencement Date but not by Landlord or
Tenant or their respective agents, employees or contractors and are not otherwise related to the use or occupancy of the
Premises, but only to the extent such costs are greater than five percent (5%) of all other Operating Expenses for the applicable
Operating Year; and (w) costs in connection with the operation of income producing retail concession operations owned by
Landlord (and not leased or licensed to a third party) and located within the Project. In the event Landlord incurs, subsequent to
the Base Year, any new item or category of expense which was not included in the
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